Terms of Service

2.1 Permitted Use

You may use our website for lawful purposes only. You agree not to use our website:

• In any way that violates applicable local, national, or international laws or regulations
• To transmit, or procure the sending of, any unsolicited or unauthorized advertising or promotional material
• To impersonate or attempt to impersonate Samyotech, a Samyotech employee, another user, or any other person or entity
• In any way that infringes upon the rights of others, or that is harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, or otherwise objectionable
• To engage in any conduct that restricts or inhibits anyone's use or enjoyment of the website

2.2 Prohibited Activities

When using our website, you must not:

• Attempt to gain unauthorized access to any portion of the website, other accounts, computer systems, or networks
• Use any automated system, including "robots," "spiders," or "offline readers," to access the website
• Introduce viruses, trojans, worms, logic bombs, or other malicious or technologically harmful material
• Attack our website via a denial-of-service attack or distributed denial-of-service attack
• Attempt to modify, translate, adapt, or reverse engineer any portion of the website

2.3 Account Security

If you create an account on our website or client portal, you are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify us immediately of any unauthorized use of your account.

3.1 Our Intellectual Property

All content on our website, including but not limited to text, graphics, logos, images, audio clips, digital downloads, data compilations, and software, is the property of Samyotech Ltd or its content suppliers and is protected by UK and international copyright, trademark, patent, trade secret, and other intellectual property laws.

The compilation of all content on this website is the exclusive property of Samyotech Ltd and is protected by UK and international copyright laws.

3.2 Trademarks

The Samyotech name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Samyotech Ltd. You may not use such marks without our prior written permission. All other names, logos, product and service names, designs, and slogans on this website are the trademarks of their respective owners.

3.3 Limited License

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use our website for personal or internal business purposes. This license does not include any right to:

• Resell or make commercial use of our website or its contents
• Collect and use product listings, descriptions, or prices
• Make derivative use of our website or its contents
• Download or copy account information for the benefit of another party
• Use data mining, robots, or similar data gathering and extraction tools

3.4 Work Product Ownership

Unless otherwise specified in a separate service agreement, upon full payment for services rendered, you will own the intellectual property rights to custom work products specifically created for you. Samyotech retains ownership of all pre-existing intellectual property, frameworks, tools, and methodologies used in delivering services.

4.1 Separate Agreements

These Terms govern your use of our website. Specific IT services, consulting, development, or other professional services are governed by separate written service agreements, statements of work (SOW), or master service agreements (MSA) executed between you and Samyotech.

4.2 Service Scope

The scope, deliverables, timelines, fees, and terms specific to each project will be detailed in the relevant service agreement. In the event of any conflict between these Terms and a specific service agreement, the service agreement shall prevail with respect to the services covered by that agreement.

4.3 Client Responsibilities

Clients engaging our services agree to:

• Provide timely access to necessary systems, data, and personnel
• Provide accurate and complete information required for service delivery
• Respond to requests for feedback and approvals within agreed timeframes
• Ensure appropriate internal resources are available to support the project
• Make timely payments in accordance with the agreed payment terms

4.4 Changes to Scope

Any changes to the agreed scope of work must be documented in writing and may result in adjustments to timelines and fees. We will provide estimates for such changes before proceeding with additional work.

5.1 Fees and Invoicing

Fees for our services are as specified in the relevant service agreement or quotation. Unless otherwise agreed, invoices are payable within 30 days of the invoice date.

5.2 Late Payment

Late payments may incur interest charges at the rate of 4% above the Bank of England base rate, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

5.3 Suspension of Services

We reserve the right to suspend services if payment becomes overdue by more than 30 days, upon providing written notice. We are not liable for any consequences resulting from such suspension.

5.4 Disputed Invoices

If you dispute an invoice, you must notify us in writing within 7 days of the invoice date, providing detailed reasons for the dispute. Undisputed portions of the invoice remain payable.

6.1 Professional Standards

We warrant that services will be performed with reasonable skill and care, in accordance with industry standards and best practices.

6.2 Website "As Is"

Our website and its content are provided on an "as is" and "as available" basis. We make no warranties, expressed or implied, regarding:

• The accuracy, completeness, or currency of website content
• The uninterrupted or error-free operation of the website
• The correction of defects or errors
• The absence of viruses or other harmful components

6.3 Third-Party Content

Our website may contain links to third-party websites or services. We do not endorse or assume responsibility for any third-party content, products, or services. Your use of third-party websites is at your own risk.

6.4 No Guarantee of Results

While we strive to deliver high-quality services that achieve your objectives, we cannot guarantee specific business outcomes, results, or return on investment unless explicitly stated in a service agreement.

7.1 Exclusions

Nothing in these Terms excludes or limits our liability for:

• Death or personal injury caused by our negligence
• Fraud or fraudulent misrepresentation
• Any liability that cannot be excluded or limited under applicable law

7.2 Limitation of Damages

Subject to Section 7.1, our total liability to you for all claims arising from or related to these Terms or our services shall not exceed the fees paid by you to Samyotech in the 12 months preceding the claim, or £10,000, whichever is greater.

7.3 Indirect Damages

We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to:

• Loss of profits, revenue, or business opportunities
• Loss of data or information
• Business interruption
• Loss of goodwill or reputation

7.4 Time Limitation

Any claims against Samyotech must be brought within 12 months of the event giving rise to the claim.

8.1 Confidential Information

Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the course of our relationship, including but not limited to business information, technical data, trade secrets, and know-how.

8.2 Exceptions

Confidentiality obligations do not apply to information that:

• Is or becomes publicly available through no breach of this agreement
• Was rightfully in the receiving party's possession prior to disclosure
• Is independently developed without use of the confidential information
• Is required to be disclosed by law or court order

8.3 Client References

Unless you expressly object in writing, we may identify you as a client and use your name and logo in our client lists, case studies, and marketing materials, subject to your approval of specific content.

9.1 Termination by Either Party

Either party may terminate a service agreement with 30 days written notice, unless otherwise specified in the service agreement.

9.2 Immediate Termination

We may terminate services immediately if:

• You breach any material term of these Terms or the service agreement
• You fail to make payment when due and such failure continues for 14 days after written notice
• You engage in conduct that damages our reputation or business interests
• You become insolvent or enter into liquidation or administration

9.3 Effects of Termination

Upon termination:

• You must pay all outstanding fees for services rendered up to the termination date
• We will return or destroy your confidential information as requested
• Each party's confidentiality obligations continue for a period of 3 years
• You must cease using any Samyotech intellectual property or materials

10.1 Negotiation

In the event of any dispute arising from these Terms or our services, the parties agree to first attempt to resolve the matter through good-faith negotiations between senior representatives of each party.

10.2 Mediation

If negotiations fail to resolve the dispute within 30 days, the parties agree to attempt resolution through mediation administered by the Centre for Effective Dispute Resolution (CEDR) before pursuing litigation.

10.3 Governing Law

These Terms and any dispute or claim arising out of or in connection with them or their subject matter shall be governed by and construed in accordance with the laws of England and Wales.

10.4 Jurisdiction

The courts of England and Wales have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with these Terms or their subject matter.

13.1 Entire Agreement

These Terms, together with any applicable service agreements and our Privacy Policy, constitute the entire agreement between you and Samyotech regarding the subject matter hereof and supersede all prior or contemporaneous communications and proposals.

13.2 Amendments

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website with a new "Last Updated" date. Your continued use of our website or services after such changes constitutes acceptance of the updated Terms.

13.3 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

13.4 Waiver

No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or any other term. Our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

13.5 Assignment

You may not assign or transfer these Terms or any rights hereunder without our prior written consent. We may assign our rights and obligations under these Terms without restriction.

13.6 Third-Party Rights

These Terms do not confer any rights on any third party under the Contracts (Rights of Third Parties) Act 1999.

13.7 Survival

Provisions of these Terms that by their nature should survive termination shall survive, including but not limited to ownership provisions, warranty disclaimers, indemnity, limitations of liability, and dispute resolution provisions.